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Tata Motors acquires Italy-based Iveco Group for EUR 3.8 billion
Industry News- Jul 31,25
The agreement, which excludes Iveco's defence business, aims to create a commercial vehicles group with the reach, product portfolio and industrial capability to be a global champion in this dynamic sector.
Mumbai
Tata Motors Limited (TML) has agreed to acquire Iveco Group N.V., a European leader in commercial vehicles and mobility, for a total consideration of approximately EUR 3.8 billion. The deal excludes Iveco's defence business and the net proceeds from the defence business separation. The agreement aims to create a commercial vehicles group with the reach, product portfolio and industrial capability to be a global champion in this dynamic sector.
The deal would bring together two businesses with highly complementary product portfolios and capabilities and with substantially no overlap in their industrial and geographic footprints, creating a stronger, more diversified entity with a significant global presence and sales of over 540k units per year. Together, Iveco and the commercial vehicle business of Tata Motors will have combined revenues of EUR 22 billon (Rs 2.20 trillion) split across Europe (about 50 per cent), India (35 per cent) and the Americas (15 per cent) with attractive positions in emerging markets in Asia and Africa. Iveco Group employs 36,000 people around the world and has 19 industrial sites and 31 R&D centres.
"The envisaged recommended voluntary tender offer will be made by TML CV Holdings PTE LTD or a new limited liability company to be incorporated under Dutch law (the “Offeror”), which will be wholly owned, directly or indirectly, by Tata Motors. The completion of the offer is conditional, inter alia, on the separation of Iveco's defence business and, as such, the public offer is for all issued common shares of Iveco Group after the separation of that business, at a price of EUR 14.1 (cum dividend, excluding any dividend distributed in relation to the sale of the defence business) per share in cash,” said a TML press release. The sale of the companies of the defence business is envisaged to close in Q1 2026 and ultimately no later than March 31, 2026
The combined group will be better positioned to invest in and deliver innovative, sustainable mobility solutions by leveraging both supplier networks to serve customers globally. It will also unlock superior growth opportunities and create significant value for all stakeholders in a dynamic marketplace. By preserving each group’s industrial footprint and employee communities, this complementarity is also expected to foster a smooth and successful integration process.
Furthermore, in the context of the ongoing, rapid transformation of the global commercial vehicle industry, the strategic combination of the commercial vehicle business of Tata Motors and Iveco Group will transform both entities, creating a robust platform with a global customer base and geographically diverse footprint. The new company will be able to drive better operating leverage by spreading its capital investments over larger volumes, generating important efficiencies and reducing the cash flow volatility inherent in the commercial vehicles sector. It will also enable the capabilities of Iveco Group’s successful powertrain business, FPT, to be further enhanced.
Natarajan Chandrasekaran, Chairman of Tata Motors, commented, “This is a logical next step following the demerger of the Tata Motors Commercial Vehicle business and will allow the combined group to compete on a truly global basis with two strategic home markets in India and Europe. The combined group's complementary businesses and greater reach will enhance our ability to invest boldly. I look forward to securing the necessary approvals and concluding the transaction in the coming months.”
Suzanne Heywood, Chair of Iveco Group, said, “We are proud to announce this strategically significant combination, which brings together two businesses with a shared vision for sustainable mobility. Moreover, the reinforced prospects of the new combination are strongly positive in terms of the security of employment and industrial footprint of Iveco Group as a whole.”
Girish Wagh, Executive Director of Tata Motors, stated, "This combination is a strategic leap forward in our ambition to build a future-ready commercial vehicle ecosystem. By integrating the strengths of both organisations we are unlocking new avenues for operational excellence, product innovation and customer-centric solutions. This partnership not only enhances our ability to serve diverse mobility needs across markets, but also reinforces our commitment to delivering sustainable transport solutions that are aligned with global megatrends. Together, we are shaping a resilient and agile enterprise, equipped to lead in times of transformative change."
Olof Persson, CEO of Iveco Group, added, “By joining forces with Tata Motors, we are unlocking new potential to further enhance our industrial capabilities, accelerate innovation in zero-emission transport, and expand our reach in key global markets. This combination will allow us to better serve our customers with a broader, more advanced product portfolio and deliver long-term value to all stakeholders.”
Exor, Iveco’s largest shareholder with approximately 27.06 per cent of Iveco's common shares and 43.11 per cent of all voting rights, has today executed an irrevocable undertaking to support the offer and tender its shareholding and vote in favour of the resolutions that will be proposed at the EGM to be held in connection with the offer.
In connection with the deal, on behalf of Iveco Group, Goldman Sachs is acting as exclusive financial advisor, De Brauw Blackstone Westbroek and PedersoliGattai are acting as legal counsel and Maisto e Associati is acting as Italian tax counsel.
On behalf of Tata Motors, Morgan Stanley India Company Private Limited is acting as exclusive financial advisor. Morgan Stanley Bank, N.A., Morgan Stanley Senior Funding, Inc and MUFG Bank, Ltd., have jointly underwritten the financing facilities of EUR 3.8 billion for funding of the proposed offer. Clifford Chance is acting as legal counsel and PwC and Kearney have helped with the Due Diligence.
Greenberg Traurig is acting as independent legal advisor to the independent non-executive members of the Iveco Board.
Tata Motors
Iveco Group
Italy
commercial vehicles
defence business
Natarajan Chandrasekaran
Suzanne Heywood
sustainable mobility
Girish Wagh
Olof Persson
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